Publication of inside information in accordance with Article 17 of Regulation (EU) No 596/2014
NOT FOR DISTRIBUTION, PUBLICATION OR TRANSMISSION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION, PUBLICATION OR TRANSMISSION WOULD BE UNLAWFUL.
Berlin, 19. December 2023, 9:07 – The noteholders of The Grounds Real Estate Development AG (The Grounds / ISIN: DE000A2GSVV5) have voted in a vote without a meeting with the required majority of at least 75% and the required quorum of 50% in accordance with the company’s proposal to extend the term of the corporate convertible note 2021/2024 (ISIN DE000A3H3FH2) by three years with modified terms.
The following amendments to the terms and conditions of the notes were essentially resolved:
- extending the maturity of the notes by three years, with the option of a one-time extension by another two years to be granted to the issuer;
- increasing the interest rate to 8% p.a. for the extended maturity; in the event that the issuer exercises the extension option, the interest rate will increase to 10% p.a.;
- cancelling the conversion right;
- introducing the issuer’s right to early termination and repayment of the notes up to 100% of the nominal amount until the end of the extended maturity (until 18 February 2027);
- adding an exception to the change of control definition for the buy-in of H.I.G. Capital so that it would fail to trigger a break option for the noteholders;
- adding a commitment for the issuer that limits distributions and mandates adherence to the debt-to-equity ratio.
NOT FOR PUBLICATION OR DISTRIBUTION IN THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA